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Covington CFIUS Experience: Aerospace & Defense

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Covington CFIUS Experience: Aerospace & Defense Covington CFIUS Experience: Aerospace & Defense Global Reach Our distinctively collaborative culture allows us to be truly one team globally, drawing on the diverse North America experience of lawyers and advisors across the firm by seamlessly sharing insight and expertise. 100 years of developing comprehensive business and legal solutions for our clients’ most challenging business opportunities and disputes. Europe We advise on a wide array of corporate transactions, life sciences and technology matters, international disputes, competition issues, and privacy and data security matters; complemented by the largest public policy team in Europe. Latin America Strong ties with business leaders and senior government officials. 50+ years of experience in the region. Africa Significant project development and finance capabilities and 13 Offices 40+ years of experience across the continent, including Deputy Assistant Secretary of State for Africa for the Clinton Administration. Middle East Our lawyers have lived and worked across the region for 30+ years; significant energy and infrastructure project experience and practical local knowledge. 13 Asia 100 years 1,300+ Decades of experience advising both inbound Developing comprehensive business Lawyers and Global and outbound investments and disputes. Hard-to-find and legal solutions for our clients Advisors Offices combination of FCPA/investigations, transactional expertise, and competition and privacy capabilities. 2 Overview of CFIUS and FOCI Practice Deepest CFIUS team of any firm in the world – widely recognized for our leading $400+ billion CFIUS practice. in transactions for the world’s most Twice named “Dealmakers of the Year” by The American Lawyer: 2016 sophisticated investors and (CFIUS approval for GLOBALFOUNDRIES’ $1.5 billion acquisition of IBM's transaction parties semiconductor unit) and 2019 (CFIUS-based defense of Qualcomm against the hostile takeover bid by Broadcom). Team includes former senior Department of Defense and House Armed Representative Accolades Services Committee officials, and former Cabinet and sub-Cabinet level . Chambers USA 2021 officials from virtually every CFIUS member agency. CFIUS (Nationwide) . Only firm with two CFIUS Leading aerospace and defense companies and investors routinely turn to us for partners ranked in top tier of their most significant matters. Chambers USA Representative clients include BAE Systems, Cobham, Northrop Grumman, Rolls-Royce, Elbit Systems, IDEMIA, PA Consulting, Presidio, and portfolio companies of The Carlyle Group, Advent International, and Temasek, Described as “field leading,” among others. Covington “lawyers combine technical skills with political Invited contributor to the DSS Director’s Outside Director / Proxy Holder judgments that are Roundtable, and the only outside counsel invited to speak at the first DSS FOCI unparalleled” conference for foreign parents in the fall of 2018. Chambers USA 3 Representative CFIUS and FOCI Matters Represented Advent International and Oberthur Technologies in securing CFIUS and FOCI approvals for the $2.7 billion acquisition of the Safran Identity & Security solutions business (MorphoTrust) to form IDEMIA. Represented Advent International in securing FOCI approvals for its $1.65 billion acquisition of Laird plc and $5 billion acquisition of Cobham. Represented Align Aerospace before CFIUS in its acquisition by Aviation Industry Corporation of China. Represented BAE Systems, Inc. in securing CFIUS and FOCI approvals for the acquisitions of Armor Holdings, Advanced Ceramics Research, Atlantic Marine, the Intelligence Services Group of L-1 Identity Solutions, MTC Technologies, OASYS Technology, Signal Innovation Group, Eclipse Electronics, United Technologies Corporation’s Military GPS Business, and Raytheon’s Military Airborne Radio Systems Business (among others). Represented The Carlyle Group in securing CFIUS and FOCI approvals for the co-investment by GIC in the $8 billion acquisition of Veritas Technologies. Represented The Carlyle Group and PAI Partners in securing CFIUS and FOCI approvals for the acquisition of Custom Sensor & Technologies (“CST”) from Schneider Electric. Represented The Carlyle Group in securing CFIUS approval for the sale of Landmark and Standard Aero to Dubai Aerospace International. Represented CIT Group in securing CFIUS approval for the sale of its commercial aircraft leasing business to Avolon Holdings. Represented Dassault Systèmes in securing CFIUS approval for its acquisition of Accelrys, Inc. Represented Deutsche Telekom in securing CFIUS and FOCI approvals for the $37 billion merger between TMobile and Sprint. Represented EDAC Technologies in securing CFIUS approval for its sale to the Hanwha Group. Represented Elbit Systems of America in securing CFIUS and FOCI approvals for its acquisitions of Innovative Concepts, Inc., M7 Aerospace, and Harris Night Vision Business (among others). Represented Enstrom Helicopter in securing CFIUS approval for its acquisition by Chongqing Helicopter Investment Co. 4 Representative CFIUS and FOCI Matters (cont’d) Represented FastenTech in securing CFIUS approval for its acquisition by Doncasters Group (owned by Dubai International Capital). Represented GLOBALFOUNDRIES in securing CFIUS and FOCI approvals for its $1.5 billion acquisition of IBM’s Microelectronics Division, and the $740 million sale of Avera Semiconductor to Marvell Technology Group. Represented GKN in securing CFIUS and FOCI approvals for the $10 billion takeover by Melrose Industries. Represented Hong Kong Aircraft and Engineering Co. in securing CFIUS and FOCI approvals for its $388 million acquisition of TIMCO Aviation. Represented Micro Focus in securing CFIUS approval for its acquisition of the software business from Hewlett Packard Enterprise (among others). Represented Northrop Grumman in various matters, including in securing CFIUS approval for its sale of the Viper Strike business to MBDA. Represented Presidio in securing CFIUS and FOCI approvals for its $2.1 billion acquisition by BC Partners. Represented Publicis Groupe in securing CFIUS and FOCI approvals for its $3.7 billion acquisition of Sapient. Represented Rafael Advanced Defense Systems in securing CFIUS approval for its acquisition of the remaining membership interests in Cubic Advanced Technical Systems. Represented Rolls-Royce in multiple CFIUS and FOCI matters. Represented Veritas Capital in securing CFIUS approval in the sale of Alion Science and Technology’s Systems Solutions Business Unit to Serco, Inc. Represented Virgin Galactic in securing CFIUS approval for its investment by Aabar Investments PJSC. Represented W.S. Atkins in securing CFIUS and FOCI approvals for its acquisitions of Nuclear Safety Associates and Projects, Products, and Technology (“PP&T”) Group of EnergySolutions, and the $2.7 billion sale to SNC Lavalin. Routinely provide FOCI advice to various other clients apart from transaction-specific matters. 5 CFIUS Team Members David Fagan Heather Finstuen Mark Plotkin Partner Partner Partner Washington Washington Washington +1 202 662 5291 +1 202 662 5823 +1 202 662 5656 [email protected] [email protected] [email protected] Janine Slade Brian Williams Jonathan Wakely Special Counsel Senior Advisor Associate Washington Washington Washington +1 202 662 5239 +1 202 662 5270 +1 202 662 5387 [email protected] [email protected] [email protected] Charles Buker B.J. Altvater Sam Karson Claire Kim Associate Associate Associate Associate Washington Washington Washington Washington +1 202 662 5139 +1 202 662 5160 +1 202 662 5341 +1 202 662 5071 [email protected] [email protected] [email protected] [email protected] 6.
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